Axalta (AXTA) CFO nets shares after RSU vesting and tax withholding

Rhea-AI Filing Summary

Axalta Coating Systems Ltd. SVP and CFO Carl Douglas Anderson II reported equity award activity tied to restricted stock units (RSUs). On February 28, 2026, 7,184 RSUs were converted into the same number of common shares at a price of $0.00 per share.

In a related transaction, 3,012 common shares were withheld at $33.41 per share to cover tax obligations arising from the RSU vesting, a tax-withholding disposition rather than an open-market sale. Following these transactions, he directly held 31,253 common shares.

Insider Trade Summary

7,184 shares exercised/converted

Mixed 3 txns

Insider Anderson Carl Douglas II

Role SVP and CFO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	7,184	$0.00	--
Exercise	Common Shares	7,184	$0.00	--
Tax Withholding	Common Shares	3,012	$33.41	$101K

Holdings After Transaction: Restricted Stock Units — 7,185 shares (Direct); Common Shares — 34,265 shares (Direct)

Footnotes (1)

1. Restricted stock units convert into common shares on a one-for-one basis. Shares withheld to satisfy the tax withholding obligation applicable to the vesting of a portion of a restricted stock unit award. On February 28, 2024, the reporting person was granted 21,553 restricted stock units, vesting in three equal annual installments beginning on February 28, 2025.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Anderson Carl Douglas II

(Last) (First) (Middle)

1050 CONSTITUTION AVENUE

(Street)

PHILADELPHIA PA 19112

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Axalta Coating Systems Ltd. [ AXTA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	02/28/2026		M		7,184	A	(1)	34,265	D
Common Shares	02/28/2026		F		3,012(2)	D	$33.41	31,253	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	02/28/2026		M			7,184	(3)	(3)	Common Shares	7,184	$0	7,185	D

Explanation of Responses:

1. Restricted stock units convert into common shares on a one-for-one basis.

2. Shares withheld to satisfy the tax withholding obligation applicable to the vesting of a portion of a restricted stock unit award.

3. On February 28, 2024, the reporting person was granted 21,553 restricted stock units, vesting in three equal annual installments beginning on February 28, 2025.

Remarks:

	/s/ Mark Sherman, attorney-in-fact	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did Axalta (AXTA) CFO report in this Form 4?

Axalta’s SVP and CFO reported RSU-related transactions. 7,184 restricted stock units converted into common shares at $0.00 per share, and 3,012 common shares were withheld at $33.41 per share to satisfy tax withholding obligations tied to the RSU vesting event.

Did the Axalta (AXTA) CFO buy or sell shares on the open market?

The filing shows no open-market buy or sell. Shares were acquired through the conversion of 7,184 restricted stock units, while 3,012 shares were disposed of solely to cover tax withholding obligations related to the vesting, not as discretionary market sales.

How many Axalta (AXTA) shares does the CFO own after these transactions?

After the reported transactions, the CFO directly owns 31,253 common shares of Axalta. This reflects 7,184 shares received from RSU conversion and 3,012 shares withheld to satisfy tax obligations associated with the vesting of part of a prior restricted stock unit award.

What is the relationship between Axalta (AXTA) RSUs and common shares in this filing?

The restricted stock units convert into Axalta common shares on a one-for-one basis. In this case, 7,184 RSUs converted into 7,184 common shares, consistent with the stated conversion ratio, as part of the vesting schedule from a previously granted restricted stock unit award.

Why were 3,012 Axalta (AXTA) shares disposed of in the Form 4?

The 3,012 common shares were withheld to satisfy tax withholding obligations from the vesting of a restricted stock unit award. This tax-related disposition, coded “F,” represents payment of tax liability by delivering shares, rather than an elective sale into the open market.